Capital Markets Readiness | KPMG

Capital Markets Readiness offers services and consulting for every stage of an IPO or SPAC transaction - from discovery to reporting.

What Capital Markets Readiness looks like:
strategic intent, end-to-end visibility

Assessment. Insight. Opportunity.

Economic uncertainty, lower valuations, and continued Fed rate hikes have negatively impacted market conditions, convincing companies and sponsors to hold off on exiting via IPO and seeking alternative paths to raising capital.

In these market conditions, many C-suites are pausing, and looking to go beyond a narrow focus on the immediate steps ahead. They know the most successful transitions to public ownership are grounded in assessment of the full journey: Strategic rationales. Careful due diligence. And the continued build-out of Finance, IT, Tax, Controls and HR infrastructure to meet ongoing, post launch requirements.

"We’re in an extended moment of fluidity and uncertainty, and companies engaging with the capital markets are taking pause to re-assess intention, timing and direction."
Shari Mager, Partner, U.S. National Leader, Capital Markets Readiness

Your strategic path to capital markets

Private companies, new to the IPO market

For C-suites intent on moving companies past their entrepreneurial origins, articulating a strategic vision that will secure stakeholder buy-in is critical – from regulators, target investor groups, current and future employees, business partners and customers.

Private equity firms, practiced at IPOs, SPACs, 144a Private Placements

For experienced investors, demonstrated excellence at pre-transaction due-diligence steps like modeling and valuation are table stakes. They also look for “what good looks like” operational insights -- process, systems, talent -- that will position companies for long-term, post-transaction success.

Public companies, looking to divest

Successful carve-outs or spin-offs rest on strategy that addresses financial, operational and tax priorities for both the parent company and the spin-off. And then granular implementation of processes, systems and skillsets that will allow the new entity to function independently.

Initial public offering (IPO) services

We help evaluate whether an IPO is the right strategy to generate capital and expand your company, or if there’s a better approach. If an IPO is right for you, we’ll help you get ready for it by helping you develop your “equity story”, preparing financial statements, and transforming operations and internal controls prior to launch. We can also help you develop the infrastructure to operate as a public company and prepare you for other “being public” activities.

Step 1: Evaluate | We help evaluate whether an IPO is the right strategy to generate capital and expand your company, or if there’s a better approach. If an IPO is right for you, we’ll help you get ready for it by helping you develop your “equity story”, preparing financial statements, and transforming operations and internal controls prior to launch.

Step 2: Execute | We can also help you develop the infrastructure to operate as a public company and prepare you for other “being public” activities. And finally, you go public.

Step 3: Examine | In this post-IPO period, we re-examine the strategy and goals and ensure you are on track to deliver. If not, we also help you pivot to get you back on track.

Debt or equity offerings and 144a private placements

We can assess your challenges and gaps, and then help structure the transaction properly. Our professionals will help you prepare transaction-compliant financial statements and can help you communicate with regulators and investors, including benchmarking of key performance indicators (KPIs) and measuring business performance for annual reporting purposes. Further, we can advise on whether individuals and entities are “qualified” investors under tax and SEC rules.

Spin-offs

Your company may be considering spinning off or selling a division. We can help you determine the optimal strategy from a financial, operations and tax standpoint. We then help you implement the strategy and, if appropriate, create new accounting, operations, and technology/infrastructure systems for your organization and the spin-off company.

Mergers and acquisitions (M&A)

We support companies in all aspects of M&A transactions, including cash flow modeling, legal entity rationalization and accounting for the impact of the U.S. Tax Reform Law, SEC requirements, and international tax and compliance regulations. We also assist in all aspects of pre- and post-closing activities to support financial reporting and operational activities, including valuation, change-management, and organizational culture issues.

Internal audit and enterprise risk

Our professionals bring vast experience in financial and operational internal auditing, IT evaluation, fraud analytics and risk assessment, shared services review, finance management, treasury, and supply chain troubleshooting. We can document and test key processes and controls for SOX compliance purposes and help organizations develop an internal audit process that delivers strategic business assurance, identifies business opportunities and enhances organizational value.

Tax structuring/compliance services

We help companies involved in capital markets transactions develop effective tax strategies and tax compliance processes. These actions include complex modeling assistance, capital raising or asset divestitures, corporate restructuring, operations and infrastructure transformation, and human resources management. This enables companies to navigate their way through and around tax, SEC, and other compliance laws and regulations.

Technology and intelligent automation (IA) resources

Through our industry-leading technology and IA resources, including innovative data and analytics (D&A) tools, extensive benchmarking records, and flexible financial reporting templates, we team with our clients to develop customized strategies that increase efficiency through automation. This allows clients to design and execute capital markets transactions more efficiently and accurately, perform operational and administrative tasks more quickly, reduce mistakes due to human error, and devote more time to their primary business, whether it’s manufacturing, energy, technology innovation, or asset management.

Securitization

In a fluid and evolving regulatory environment, issuers of and investors in structured debt products need discerning insight and execution support. The challenge may be keeping up with emerging reporting frameworks for ESG. Or use of product-specific issuance platforms such as social bonds or carbon credits. Regardless of the objective, KPMG offers client-specific expertise, tools and support to meet any pre- or post-issuance need.